The tissue reaction to a functioning Molteno implant has been studied by light microscopy and by scanning and transmission electron microscopy. The material was obtained from an aphakic 83-year-old human eye which required enucleation because of intractable bullous keratopathy, despite well controlled intraocular pressure. The tissue response around the silicone rubber tube was that of simple fibroblastic activity. Around the implant, however, there was fibrous tissue in which necrotic cell debris was prominent. No significant inflammation was observed in this tissue, but the choroid beneath the implant showed a focal inflammatory cell infiltrate. The morphology suggests that the tissue around all surfaces of the implant (450 mm2) is exposed to aqueous, which seems to have a toxic effect on the encapsulating connective tissue. The changes seen in the tissue exposed to draining aqueous are similar to those described in experimental studies of the effect of aqueous on cell growth in tissue culture.